6.2.1 Voting in 2019

The right of shareholders to decide on the affairs of a limited company is exercised at general meetings. In general, we choose to invest in companies where we feel that we are invested in the same goals as other shareholders, the board of directors and the company’s management. We therefore do not expect anything especially controversial at the shareholder meetings.

During 2019, Carnegie Fonder worked on eight nomination committees and voted in favour of the proposals that we were involved in putting forward.

As far as possible, Carnegie Fonder’s fund managers participate in general meetings and vote on behalf of the shares in the portfolios. When it is not possible for us to attend, we do our best to vote through proxy for the shares we manage. As with our corporate financial analysis, we perform individual analysis of the issues that may arise in connection with the meetings.

New laws were enacted in 2019 that regulate the responsibility of fund managers to vote on behalf of their shares in all portfolio companies and to report the most important votes. Consequently, we have now improved our ability to vote via proxy at meetings that we find it difficult to physically attend.

Since the new law came into force, in June 2019, we have voted for 26 ordinary meetings and 25 extraordinary general meetings. The ordinary meetings are dominated by Asian companies, mainly Indian, since Indian companies often hold their annual general meetings in July and August.

The large number of extraordinary meetings is mainly attributable to Russian companies that pay dividends quarterly and that decide the size of the dividend each quarter or half year at an extraordinary general meeting.

This means that during the second half of the year, funds that participated in a general meeting and voted had total assets of SEK 47.7 billion, and the shares they voted on behalf of corresponded at the time to SEK 5 billion.

That the share of capital looks low is due to the fact that some of our larger funds have voted in companies that do not constitute a large share of assets. Carnegie Indienfond voted at meetings corresponding to 50 percent of assets. The remaining 50 percent are companies with annual general meetings during the first half of the year.

At the aggregate level, we took a stance on 528 matters and voted in favour of the proposals 494 times, or in 93.6 percent of cases. We chose to vote against or abstain in 34 cases. The majority of votes against proposals were in Rysslandsfond during ordinary meetings. This is mainly due to the fact that we chose to vote against proposals for amendments to corporate codes, where different proposals were grouped under one matter, and there may have been one or more proposals that we had views on.

We generally believe that if issues are of a different nature than purely administrative, each amendment should be voted on separately.